SpatialCloud Terms and Conditions of Service

Welcome to SpatialCloud.  In order to use the SpatialCloud website and services, you must agree to SpatialCloud's Terms of Service as described below.   The Terms of Service is a legal contract between you, an individual, or an entity who uses SpatialCloud (collectively, "Users"),  or you, or an entity who provides content on SpatialCloud's systems  (collectively, "Content Providers") and SpatialCloud.  Together, Users, Content Providers and SpatialCloud may be referred to herein individually as "Party" or collectively as "Parties".  As a User or Content Provider, you are also subject to additional terms of service, licenses, guidelines or rules that may be posted by SpatialCloud form time to time and made known to you on the SpatialCloud website.  All such additional terms of service, licenses, rules, or guidelines are hereby incorporated into these Terms of Service.

BEFORE USING THE SPATIALCLOUD SITE, PLEASE CAREFULLY READ  THE FOLLOWING TERMS OF SERVICE. BY REGISTERING FOR AND/OR ACCESSING, BROWSING, OR USING THE SPATIALCLOUD SITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE FOLLOWING TERMS AND ANY FUTURE MODIFICATIONS (COLLECTIVELY, THE "TERMS"). IF AT ANY TIME YOU DO NOT AGREE TO THESE TERMS, PLEASE IMMEDIATELY TERMINATE YOUR USE OF THE SPATIALCLOUD SITE.

To use SpatialCloud features and services, SpatialCloud requires you to create an account as explained below.  By clicking the "I accept.  Create my account." button when registering or using the site or the software or service provided thereon, you agree to be bound by these terms of use. If you do not agree to the terms of use, do not click the "I accept. Create my account." button and/or do not use the software or the service. You agree that use of the software and/or use of the site signifies that you have read, understood, and agreed to be bound by these Terms.  SpatialCloud may make changes to the software and/or service offered on the site at any time without notice, and SpatialCloud can change these Terms at any time without notice by posting updated terms of use on the site. Your continued use of the site after such changes have been posted means that you agree to the new Terms, even if you have not reviewed the changes.  Therefore, you should check the terms of use posted on the site periodically for updates and changes.

You represent, acknowledge and agree that you are at least 18 years of age -or- that you are the parent or legal guardian of a user that is over the age of 13, and you agree to these Terms. If you are the parent or legal guardian of a user of this Site and you have questions about this Site or these Terms, please contact support@spatialcloud.com.

1. Registration and Account
In order to use SpatialCloud features and services, you must create an account.  You represent and warrant that the information you provide to SpatialCloud as part of your account registration is true, complete and accurate.  You also represent that you will update your information from time to time as need be, in order to keep such information currant.  As part of the registration process, you will have to create a password.  You are solely responsible for keeping your password confidential and for restricting access to your password and computer.  You agree to accept all responsibility for activities that occur under your password and your SpatialCloud account.  SpatialCloud is not liable for any loss, theft or unauthorized disclosure of your password.  Further, you may become liable to SpatialCloud or third parties for losses incurred due to any unauthorized use or authorized misuse of your account.

2. API and Map Data Downloads
SpatialCloud and its licensors may make certain application programming interfaces ("APIs") and map data obtained from this website ("MapSources & MapStreams") available to you for download (for a fee or otherwise) from the SpatialCloud Site. Any data that you may download from the SpatialCloud Site are licensed for use solely under the terms stated on each MapSource's Detail Page. For example, the SpatialCloud USA NAIP MapSource is licensed under the terms of the Creative Commons Attribution 3.0 Unported, but other MapSources may differ. Your use of the APIs are governed by these Terms as well as the Terms of Service included with the APIs or as otherwise presented to you at the time of download.

3. Ownership; Proprietary Rights
As between the Parties, the SpatialCloud Site including the content, visual interfaces, interactive features, information, graphics, design, compilation, computer code, products, software, services, and all other elements of the SpatialCloud Site that are provided by SpatialCloud (but excluding the data, which are governed solely under the terms of the Creative Commons Attribution 3.0 Unported after initial purchase) ("SpatialCloud Materials") are owned and/or licensed by SpatialCloud. SpatialCloud Materials do not include Non-SpatialCloud Content (as defined below). Except as expressly authorized by SpatialCloud, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the SpatialCloud Site or the SpatialCloud Materials. SpatialCloud reserves all rights not expressly granted in these Terms. Users shall not acquire any right, title, or interest to the SpatialCloud Materials, except for the limited rights set forth in these Terms.  Content Providers retain all rights and responsibilities for any data provided to SpatialCloud, including liability to third parties for any intellectual

3. Availability of services
A good faith effort will be made by SpatialCloud to keep services available as much as possible, but SpatialCloud will not be held liabile for any system downtime due to maintience, system outages, or underling infrastructure problems (i.e. Amazon Web Services). 

SpatialCloud may make changes to or discontinue any of the media, web communities, products, or services available within the SpatialCloud Site at any time, with or without notice. The media, products, or services on the SpatialCloud Site may be out of date, and SpatialCloud makes no commitment to update these materials on the SpatialCloud Site.

4. Billing terms
All billing will be transacted through Amazon Payments and the Amazon Account you authorize SpatialCloud services upon. In consideration of your use of any of the Paid Services, you agree to pay applicable fees for Paid Services in the amounts set forth on the respective pages on the SpatialCloud Website and Amazon Product pages (including any applicable fees). You are responsible for any fees assessed by SpatialCloud. SpatialCloud may increase or add new fees for any existing Service or Service feature, or implement a fee for any previously Free Service or Free Service feature, by giving you advance notice. Such notice will be posted on the Website. You agree that you are responsible for checking the Website to confirm whether there are any new fees and their effective date(s). All fees payable by you are exclusive of applicable taxes and duties, including, without limitation, VAT and applicable sales tax. You will provide such information to us as reasonably required to determine whether SpatialCloud are obligated to collect VAT from you, including without limitation your VAT identification number.

SpatialCloud may specify the manner in which you will pay any fees, and any such payment shall be subject to our general accounts receivable policies from time to time in effect. All amounts payable by you under this Agreement will be made without set-off or counterclaim and without deduction or withholding. If any deduction or withholding is required by applicable law, you shall notify us and shall pay such additional amounts to us as necessary to ensure that the net amount that SpatialCloud may receive, after such deduction and withholding, equals the amount SpatialCloud would have received if no such deduction or withholding had been required. Additionally, you shall provide us with documentation that the withholding and deducted amounts have been paid to the relevant taxing authority.

5. Applicable Law
By visiting this Site, you agree that the laws of the state of Iowa (United States), without regard to principles of conflict of laws, will govern these Terms of Use and any dispute of any sort that might arise between you and SpatialCloud.

6. Limitation of Liability and Damages

  • (a) Limitation of Liability. UNDER NO CIRCUMSTANCES, AND UNDER NO LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL SpatialCloud OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD PARTY PARTNERS OR SUPPLIERS, BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA OR USE OR COST OF COVER) ARISING OUT OF OR RELATING TO THESE TERMS OR THAT RESULT FROM YOUR USE OR THE INABILITY TO USE THE SpatialCloud MATERIALS AND USER SUBMISSIONS ON THE SpatialCloud SITE OR ANY REFERENCE SITES, THE SpatialCloud SITE ITSELF, OR ANY OTHER INTERACTIONS WITH SpatialCloud, EVEN IF SpatialCloud OR A SpatialCloud AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
  • (b) Limitation of Damages. IN NO EVENT SHALL SpatialCloud OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD PARTY PARTNERS, LICENSEES OR SUPPLIERS' TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE SpatialCloud SITE (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY, OR OTHERWISE) EXCEED THE GREATER OF ONE HUNDRED DOLLARS ($100 USD) OR FEES PAID IN THE PRECEDING TWELVE (12) MONTHS.
  • (c) Reference Sites. THESE LIMITATIONS SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY REFERENCE SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN SpatialCloud AND RECEIVED BY YOU THROUGH OR ADVERTISED ON THE SpatialCloud SITE OR RECEIVED BY YOU THROUGH ANY REFERENCE SITES.
7. Indemnification; Hold Harmless.
You agree to indemnify and hold harmless SpatialCloud, and its parent, subsidiaries, affiliates or any related companies (including those which share substantially common ownership), and the officers, directors, employees, agents and representatives of any of them from any and all claims, losses, obligations, damages, liabilities, costs, debt, and expenses (including attorney's fees) arising out of (i) your use or misuse of the SpatialCloud Site; (ii) your User Submissions, including SpatialCloud's use, display or other exercise of its license rights granted herein with respect to your User Submissions; (iii) your violation of these Terms; (iv) your violation of the rights of any other person or entity, including claims that any User Submission infringes or violates any third party intellectual property rights; (v) your breach of the foregoing representations, warranties, and covenants; and (vi) any unauthorized use of your account not caused by SpatialCloud. SpatialCloud reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of SpatialCloud. SpatialCloud will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

8. Prohibited use
  • As a condition of your use of the SpatialCloud Site, you hereby represent and warrant that you will not use the SpatialCloud Site for any purpose that is unlawful or prohibited (including without limitation, the prohibitions in this Section) by these Terms.
  • Any use by you of any of the SpatialCloud Materials and SpatialCloud Site other than for your personal use is strictly prohibited. You agree not to reproduce, duplicate, copy, sell, trade, resell, distribute, or exploit any portion of the SpatialCloud Site, use of the SpatialCloud Site, access to the SpatialCloud Site, or Non-SpatialCloud Content obtained through the SpatialCloud Site, for any purpose other than for your personal use.
  • You agree not to defame, harass, abuse, threaten, stalk or defraud users of the SpatialCloud Site, or collect, or attempt to collect, personal information about users or third parties without their consent.
  • You agree not to intentionally interfere with or damage, impair or disable the operation of the SpatialCloud Site or any user's enjoyment of it, by any means, including uploading or otherwise disseminating viruses, worms, spyware, adware, or other malicious code.
  • You agree not to remove, circumvent, disable, damage or otherwise interfere with any security-related features of the SpatialCloud Site, features that prevent or restrict the use or copying of any part of the SpatialCloud Site, or features that enforce limitations on the use of the SpatialCloud Site.
  • You agree not to attempt to gain unauthorized access to the SpatialCloud Site, or any part of it, other accounts, computer systems or networks connected to the SpatialCloud Site, or any part of it, through hacking, password mining or any other means or interfere or attempt to interfere with the proper working of the SpatialCloud Site or any activities conducted through the SpatialCloud Site.
  • You agree not to obtain or attempt to obtain any materials or information through any means not intentionally made available through the SpatialCloud Site. You agree neither to modify the SpatialCloud Site in any manner or form, nor to use modified versions of the SpatialCloud Site, including (without limitation) for the purpose of obtaining unauthorized access to the SpatialCloud Site.
  • You agree that you will not use any robot, spider, scraper, or other automated means to access the SpatialCloud Site for any purpose without our express written permission or bypass our robot exclusion headers or other measures SpatialCloud may use to prevent or restrict access to the SpatialCloud Site.
  • You agree not to utilize framing techniques to enclose any trademark, logo, or other SpatialCloud Materials without our express written consent. You agree not to use any meta tags or any other "hidden text" utilizing SpatialCloud's name or trademarks without our express written consent.
  • You agree not to deep-link to the SpatialCloud Site and will promptly remove any links that SpatialCloud finds objectionable in its sole discretion. You agree not to use any SpatialCloud logos, graphics, or trademarks as part of the link without our express written consent.
  • You agree not to make unsolicited offers, advertisements, proposals, or send junk mail or spam to other users of the SpatialCloud Site. This includes, but is not limited to, unsolicited advertising, promotional materials or other solicitation material, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, and petitions for signatures.
  • You agree not to reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the SpatialCloud Site or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.
  • You agree not to modify, adapt, translate, or create derivative works based upon the SpatialCloud Site or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.
  • You agree not to impersonate another person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity.
9. Privacy policy
Your privacy is important to SpatialCloud. SpatialCloud's Privacy Policy is hereby incorporated into these Terms by reference. Please read this notice carefully for information relating to SpatialCloud's collection, use, and disclosure of your personal information.

10. Agreement to terms
By signing up for and using SpatialCloud you agree to the stated Terms of Service and the company's Privacy Policy.